An association is founded, which is denominated "ASSOCIATION EDBT". The
association has its seat in ... [Text removed from original to preserve privacy . Webmaster
edbt.org].
The association is non-political and does not have any intended use of
profit. It makes as its object to promote and favour in Europe the progress and study of the
technology and applications concerning the databases. To this end the association will be able
to:
- 1. contribute to the advanced vocational training by promoting training courses
and advanced continuity studies of problems, innovations and/or developments in the
databases;
- 2. favour the exchange of experiences, information and data between the
specialists of the branch . no matter how they are linked to the databases;
- 3. promote
and coordinate studies and research in the field of the databases either directly in co-
operation with the associates or with similar European or international corporations and
institutes;
- 4. spread the knowledge of modern technologies concerning the databases
and known problems with their introduction and their application, also by granting scholarships
to young researchers, students and scientists;
- 5. unfold other useful activities with
attaining indicated purposes under the condition that they do not represent a commercial
activity.
Article 3
Always to reach the proper objective the association can promote the
institution of a meeting having an international character that is called .International
Convention Extending Data Base Technology.. But the association cannot charge itself with
organising the convention, what must thus be carried out by natural persons or corporations, in
comparison to whom/which the association will maintain the fullest independence. The
association will instead occupy itself . also by means of the right own associates . with the
obliged scientific aspects at the to-be-provided, to-be-required convention, also at the
scientific directorate.
Article 4
In order to carry out the appropriate purpose the association will take
care of the initial assets made available by the founding members, and also of the voluntary
contributions meanwhile effected by the other associates or other corporations interested in
the activities of the association.
Article 5
The organs of the association are:
- a) assembly of the
associates;
- b) the Managing Board.
TITLE II . THE ASSOCIATES
Article 6
The natural persons of the association and the juridical persons, who
due to their work activity or study are interested in the activities of the association itself,
can participate.
The admission to the association at the proposal of the Managing
Board will be decided at the discretional procedure of the assembly of the associates. In
particular those, who will have covered the positions of General Chairperson, Program Committee
Chairperson, Organisation Committee Chairperson in the international convention EDBT, will be
invited by the Managing Board to make available their experiences at the end of the meeting by
becoming members of the association, if they should not yet have been such associates.
Article 7
The associate who intends to resign from the association must here give
notice in writing. The associate can further be excluded upon decision of the meeting, for
grave reasons either because of missing participation at the fixed meetings acc. to what is in
the meaning of art. 8 for four subsequent years or for missing participation in the
association.s activities.
TITLE III . MEETING OF THE ASSOCIATES
Article 8
The statutory/ordinary meeting of the associates convoked upon
deliberate resolution of the Managing Board not less than twenty days before the date fixed for
the session reconvenes in the locality to be indicated in the memorandum of convocation, at
least once a year, to provide and to deliberate about the financial reporting, about the state
of assets and all other arguments of general character entered to the order of the day by
initiative of the Managing Board, otherwise upon request of at least five associates.
The meeting will stipulate the criteria, to which the executive committee must adhere in
promoting the scientific activity of the association and moreover the convention EDBT
concerning art. 3. The date and agenda of the meeting are communicated to the associates by
registered letter or whatever other means, which the Managing Board will deem to consider
appropriate.
Article 9
All associates are authorised to intervene in the meeting; each one of
the associates will be able to represent one or more other associates provided he is furnished
with regular instruction in writing. For the legal convocation of the meeting and for the
validity of the resolutions the support operation of at least 50% of the registered associates
is required. In lack of the legal number in the second convocation the meeting is valid with
any number of associates being present or represented. The date of this session will be fixed
in the same notification of convocation as of the first one.
The Managing Board can
admit the vote for concurrence on determined arguments to the order of the day and on the
election of the corporate charges/positions.
Two associates nominated by the
chairman when opening the assembly will execute the recount of the cast ballots.
Article 10
The meeting makes resolutions by a majority of votes of the associates
present or represented by means of regular delegation in writing issued to the other associate.
The vote for concurrence must arrive at least on the day before the meeting and
will be contained in the count of the associates who are present at the end of the legal
establishment of the meeting.
Article 11
The assembly/meeting elects from the associates who are present a
chairman and a secretary at the beginning of each session. The secretary provides to draw up
the minutes of the resolutions of the assembly. The minutes must be signed by the chairman of
the assembly, by the secretary and by the polling clerks, if here the voting is done.
Article 12
Extraordinary and ordinary meetings can be convoked by deliberation of
the Managing Board or upon demand of such associates who do represent not less than the tenth
part of the inscribed ones.
Article 13
The members assembled in the meeting can modify the present statute,
but cannot modify the purposes of the association as fixed by the preceding articles 2 and 3.
For the validity of the resolutions, as of the preceding passage . no matter whether in the
first or second convocation . the presence of at least half of the associates and favourable
vote of three fifths of the present, cast or represented votes is required.
TITLE IV . THE MANAGING BOARD
Article 14
The Managing Board is nominated by the meeting and is composed of not
less than three members, the number of the members of the Managing Board will be determined by
the assembly itself. For the first time the determination of the number of the members and
their assignment will be effected in the constituting act.
The Managing Board
endures in office for four years. In case of dismissal of councillors before expiry of the
mandate the Managing Board will provide for their substitution by co-option.
The
councillors so nominated remain in office until the successive orderly meeting. If for some
reason the number of councillors is reduced to less than two thirds, the whole Managing Board
must be renewed. The office of councillor is gratuitous.
Article 15
The Managing Board is endowed with every power to decide on
initiatives to be assumed and the criteria to be followed for the pursuit and attention of the
purposes of the association and for its management and ordinary and extraordinary
administration. In particular the board:
- a) fixes the directives for the
execution of the statutory tasks, hence stabilises the terms and responsibilities of execution
and verifies the execution itself;
- b) decides concerning the questions of
assets;
- c) can stabilise the founding of the technical committees and commissions for
the studying of various problems that are pertinent to the purposes of the association;
- d) decides on the activities and initiatives of the association and its collaboration with
third persons at the norm of art. 2 and determines the amount of eventual contributions on
deficit account to the organisers of the EDBT convention;
- e) approves the projects
of the budget, financial plan and status of assets to be presented to the meeting of the
associates.
Article 16
The Managing Board nominates from among their members a chairman who
stays in office for the whole period of the council. This meeting takes place whenever this is
necessary, by initiative of the chairman or at least a quarter of the board members.
Article 17
The resolutions of the Managing Board are taken by the majority of
votes of the councillors who are present. In case of a parity of votes that of the chairman has
prevalence.
The decisions of the meeting are valid, if at least two thirds of the
councillors take part at the meeting.
Article 18
The signature and legal representation of the association as against
any judicial and administrative authority and as against third persons are conferred to the
chairman of the Managing Board.
By statute all powers necessary for the bank
activities and financial activities of the association - as there exist at exemplified and not
exhaustive title . are attributed to the chairman, the opening and closing of current bank
accounts, stock deposit, the faculty of operating also through cheques on same accounts,
effecting payments and drawings within the limits of the conceded entrusted documents,
collection of sums of any title, issuance of receipts and actuating in general all that would
be necessary for the economic and financial management of the association, nothing excluded nor
excepted.
TITLE V . FINAL PROVISIONS
Article 19
All charges are gratuitous.
Article 20
The duration of the association is an unlimited period of time.
Article 21
In case of dissolution of the association after deduction of the
charges for managing the association and the liabilities the residual assets will be
appropriated in favour of cultural initiatives and research indicated by the Managing Board
Article 22
The association can at any time request the acknowledgment only, if
all lawful obligations are observed.
Article 23
For all that has not been provided expressly, reference is made to the
dispositions of the substantive law.
JOACHIM WOLFGANG SCHMIDT
MICHELE MISSIKOFF
STEFANO MARIO SALVATORE CERI
LIVIO COLIZZI NOTARY
Official translation of the Italian original
document . Webmaster edbt.org
